Paper Faces on Parade
by FieryArtemis
Summary: The museum is having a masquerade ball. However, when Marinette fails to ask Adrien to it she accepts Chat Noir's invitation to go. It's totally not a date!
1. Chapter 1

**A/N:** A few weeks ago I put out a poll on Tumblr asking if people if they wanted a Hardcore Romance story or a Hardcore Action story. Romance got 45 notes so here it is! This is part 1 of 2. Part 2 will be out next week. Standard warnings apply. Probably horribly AU and OOC. I could probably start a list now of all the things that are now AU and floating outside of canon. Oh well!

* * *

"I don't know if I can do this guys." Marinette said as she looked at the pair of tickets in her hand dubiously. Already her hands were shaking and her palms were sweating. Yeah because Adrien would be totally taken by a girl with nasty sweaty hands.

"Marinette, _mon chère_ , I love you dearly but you have _got_ to get past this and ask Adrien out." Alya told her as she crossed her arms over her chest.

Tikki nodded in agreement as she floated next to Alya's head. "You don't have any problem talking to Chat Noir. Just act like you're talking to Chat Noir when you talk to Adrien." Tikki put in helpfully.

It was amazing just how _unhelpful_ Tikki and Alya's advice could be sometimes. "I don't want to smack Adrien upside the head seventy percent of the time." she muttered under her breath.

"Marinette," sighed Alya with an eyeroll. "You've been starry eyed over Adrien ever since he started school here this year. This masquerade ball that the museum is putting on will be the perfect time to get to know him better!"

"You can do this Marinette!" Tikki cheered as she threw her hands into the air.

"Marinette! Marinette!" Alya chanted. Tikki joined in a beat later.

"Why did I ever introduce you two?" Marinette asked as she shook her head. The pair of them kept chanting as she looked over her shoulder. From their spot in a secluded area of the school courtyard, Marinette could see Adrien with his small group of friends on the other side. He looked like he was in the process of getting ready to leave. Adrien and Nino had their backpacks on and were half turned towards the school building. Marinette looked down once more at the pair of tickets in her hands. If she was going to ask Adrien out, now was the time to do it. "I'm gonna do it." she whispered under her breath.

"Yay!" cried Alya and Tikki together as they did a tag team 'happy' dance. Marinette ignored them and started to make her way towards Adrien.

Adrien and Nino had left the group and were on the stairs by the school's doors by the time Marinette caught up with them. Just a few more feet and she could call out Adrien's name without looking super obvious. Just a little bit more before she could ask him to this masquerade ball. Just another couple little steps...

"Adrikins!" Chloe's bright voice rang out. Marinette's heart stopped. Her eyes dropped to the pair of tickets in her hand. Chloe was bound to notice the tickets and it probably wouldn't take her long to figure out what they were for. Especially since she had her finger on the pulse of everything happening in Paris because her dad was the freaking mayor! Chloe hadn't seen her yet but if and when she did...well, Marinette didn't want to deal with the embarrassment. She darted behind a tree to get out of sight.

"Ah, Chloe." Adrien answered as he turned to face her. There was a little wince on his face. He probably didn't care for the nickname. Adrien wiped the look off his face quickly though. "What's up?"

"You know how the museum is putting on a masquerade ball at the end of the week?" Chloe asked as she practically skipped up the stairs to join him.

Adrien and Nino shared a look with one another. "Yeah," he nodded, "Nino and I were just talking about it. Why?"

"Well I was wondering if you wanted to go with me. I'm sure between the two of us we could convince your father to let you go." Chloe asked. Marinette was far enough away from them but she was still close enough to see the beaming smile on Chloe's face.

"Um about that..." Adrien laughed nervously as he rubbed the back of his neck. He looked at Nino again for support most likely but Nino only shrugged. Adrien turned back to look at Chloe with a sheepish look on his face. "I, uh, sort of already asked somebody to go with me and she said yes."

The smile disappeared off of Chloe's face and turn downright sour. Nino gaped at Adrien in surprise for a moment before a broad grin stretched across his face. Adrien caught sight of it and turned bright red before smacking Nino on the shoulder. Marinette felt her heart sink. Adrien had already asked someone to go to the masquerade. She was too late and all she wanted to do was evaporate into thin air.

"You already asked someone?" repeated Chloe.

Adrien nodded. "Sorry Chloe."

"No, no it's okay." Chloe sighed as she waved it off like it was no big deal. Marinette got the feeling that it bothered Chloe more than she let on though. "Maybe we can do something weekend after next then?"

"Sure! If we can somehow convince my dad to let me out of that magazine shoot."

"Leave it to me. I'll work a little magic." Chloe gave a little wink before checking her watch and saying, "Shoot! I got to go check in with my science lab partner. I'll catch you later Adrien."

Chloe headed back down the stairs, giving a little wave as she walked away. Marinette pressed herself closer to the tree as Chloe passed by and prayed that Chloe didn't notice her. Chloe went by without seeing her. Marinette was grateful for that. She gave a sigh of relief as she collapsed against the tree. Then she looked up and saw Adrien and Nino disappearing into the building. Marinette squeezed her eyes shut as disappointment sunk in. Silently she made her way back to Alya and Tikki.

"How did it…" Tikki started to ask as Marinette slid back into her seat at the table. She stopped abruptly when she saw the look on Marinette's face. "Oh no."

"Oh _chère_." Alya murmured as she came around to sit on Marinette's other side. She wrapped her arms around Marinette's shoulder and hugged her. "I'm so sorry."

"It's alright." Marinette said as she tried to smile. It came off a little weak. She twisted the tickets to the masquerade in her hands and forced a brighter smile on to her face. "Adrien I guess already asked someone else to go with him. Maybe next time."

"That's the spirit." Tikki told her as nuzzled into Marinette's cheeks.

X X X

"Dude, up top! You didn't tell me Ladybug said yes!" Nino said. His excitement was just barely contained as he held up his hand for a high five. Adrien found himself looking around nervously to make sure no one was listening in on their conversation. "This is, like, a huge step in your relationship with her! Why didn't say anything sooner?"

"Because he's lying through his teeth!" sang Plagg from inside his shirt. Adrien was too slow to keep him from zipping up and out.

"Plagg! Get back here? Someone could see you!" he hissed as he made a mad grab for Plagg. Adrien missed, lost his balance, and fell forwards. As he hit the ground with a hard 'oof,' he was acutely aware of Nino staring at him. Adrien gave a defeated, disgruntled groan and buried his forehead on the floor.

"Give me a break Adrien. There's no one but us around." Plagg pointed out nonchalantly.

"Uh Adrien... are you gonna get up off the ground bro?" Nino asked.

"No," mumbled Adrien. He heard Plagg snicker. Adrien rolled his eyes at that and even though he'd said he wasn't going to, he hauled himself to his feet. He brushed himself off while giving Plagg an dark look. Plagg was lucky that Adrien actually liked him. Otherwise he would've kept Plagg locked in a box somewhere. It might have made his horrible luck a little better actually.

"So you _haven't_ actually asked Ladybug to the masquerade?" Nino clarified. He had his eyebrow raised skeptically.

"Nope!" Plagg was practically crowing as he bobbed in the air like he was physically trying to keep himself from laughing.

"I have _every_ intention to!" Adrien shot defensively as he crossed his arms over his chest. "I'm going to do it tonight when the two of us are on patrol. I've got it all planned out."

"What if she says no?" Nino said.

Adrien made a face. He didn't want to think about Ladybug saying no which, if he were honest with himself, was a huge possibility. "Then I won't go. Simple as that." he answered at length.

"So why lie to the girl? Why not just tell her that you're not interested in going." Plagg questioned. Nino nodded his agreement and looked at him expectantly.

"Listen, guys, Chloe will spread it around the school that I'm already going to the museum's masquerade with someone. I won't have to hurt anyone else's feelings by telling them no now. And if I'd told Chloe that I didn't want to go to the masquerade, she'd have just asked to do something else. Back to square one. _Tu comprends_?"

"Sure, I guess I catch your drift." Nino finally nodded.

"Eh, I suppose so." shrugged Plagg.

"So what's your plan with Ladybug?" Nino asked, changing the topic. "I thought she didn't like you in the 'dating' sort of way. Isn't a masquerade kinda a date?"

"Not if I specifically tell her it's _not_ a date." Adrien smiled. Nino just blinked in disbelief.

"Uh… buddy," he started.

"Don't." Plagg gave a huff, "I've already tried to explain it to him and he doesn't listen."

"Adrien, man, just because you tell Ladybug it isn't a date doesn't mean that she won't feel like it is… or worry that you'll feel like that's what it is."

"I won't force or pester her into doing anything she doesn't want to do. If she says no, that will be it then. I won't ask her again." Adrien explained. Again, he found himself desperately hoping that Ladybug didn't say no. So much so that it made him sick to his stomach. He bit back the feeling and exhaled deeply. Nino and Plagg were still shaking their heads at him, sharing their agreement that Adrien was probably nuts. "Listen, Ladybug and I are friends at the very least right?"

"I suppose…" Nino nodded warily.

"You could call it that." Plagg said.

"Friends do things with one another. They hang out with each other. That's what this masquerade will be. A chance to just, y'know, hang out. We can work out the specific details later."

"I wish you luck Adrien." Nino said.

"Because you're going to need it quite frankly." Plagg told him.

Adrien shot him a harsh glare. "Thanks _so_ much you two. You're a real vote of confidence."

There was a sound from down the hall. Adrien's eyes went wide. Whoever it was making said sounds was heading their way. "Plagg!" he hissed under his breath.

"Got you covered dude!" Nino told him brightly as he whipped his hat off his head and scooped Plagg out of the air into it. Plagg gave an irritated yelp but he was safe from sight. Thank goodness for that because a pair of teachers came around the corner the very next minute. Plagg had a knack for cutting things too close.

X X X

Ladybug turned her face into the cool night air. It was a quiet, lonely night. That was fine by her. She was still battling her massive amounts of disappointment from earlier that day. The silence felt comfortable after all the talking she'd heard that afternoon at school. Chloe had made it known in under half an hour that Adrien was already going to the museum's masquerade with someone else and every time someone repeated it, she felt like someone was twisting her stomach inside out. At least no one else besides Tikki and Alya knew she'd planned on asking Adrien. That and no one had witnessed her get rejected. Then people would've talked about _that_. Little miracles and lots of good luck Ladybug guessed.

"Heya Ladybug!" Chat Noir said brightly as he dropped down on to the roof beside her in a half crouch.

"Hey Chat." Ladybug smiled slightly at him. She gave him a wave and moved over a little so that he could join her on the narrow ledge she was standing on.

"Quiet night. Think we're lucky enough to have had Hawkmoth give up on trying to get our miracle stones?" he asked conversationally.

Ladybug snorted, "Yeah right. Not even I'm _that_ lucky."

"Eh… Didn't think so either. One can dream though right?"

"That's a pretty out there dream Chat." she pointed out. Chat Noir settled into silence as he looked out over Paris with her.

"Sooo, uh, I wanted to ask you something." Chat Noir started nervously. Ladybug looked at him. He was fiddling with his belt tail, picking at its end with his claws. Ladybug had enough practice under her belt to keep from grimacing outwardly. Here they went again. "I was wondering if maybe, by any chance that is, you wanted to… uh, go to the museum's big masquerade ball at the end of the week?"

Yep! There it was. Chat Noir's less than subtle crush on her, rearing its head. "Chat, I'm sorry but…" she began once more with the spiel about how she liked him well enough just not in the romantic sort of way.

Chat Noir cut her off midsentence though. "Not like on a date or anything. Totally not a date. But like as friends. Like two dudes, or a guy and a gal I mean, hanging out and having a good time. No pressure, you know the same thing that happens when you and a group of friends just get together to chill only it would just be you and I." he tried to explain. It would've sounded better though had he not just blurted everything all out at once in a rapid flash flood of words. He grimaced as the realization hit him too. "Sorry. That sounded so much better in my head when I rehearsed it earlier."

"I'm sure it did," Ladybug told him as she bit her lip to keep from laughing at him.

"It would absolutely, one hundred percent be not a date." he repeated as he gestured emphatically with his hands to get the point across. "We could arrive separately, leave separately, buy our own tickets, we don't even have to dance together at all if you didn't want to. All I'm saying is it would be nice to hang out with you outside of this whole 'saving Paris from evil.' If you wanted to that is…"

This time Ladybug wasn't able to keep herself from laughing. Not at Chat Noir of course but at the thought of her and whoever Chat Noir's civilian identity was hanging around the punch bowl chatting about everyday shenanigans. Ladybug had often wondered who Chat Noir was under his mask, probably the class clown she was sure, but they had an agreement. "And what about our secret identities you silly cat? We decided that you wouldn't know who I was and I wouldn't know who you were. Remember?"

Instead of looking upset that she'd laughed at him, Chat Noir gave a smirk. "No need to compromise secret identities my Lady. It's a _masquerade_ ball. As in costumes and masks."

He waved to his own suit and tapped his own mask in demonstration. Ladybug resisted the urge to beat the heel of her palm into her forehead. "You've got to be kidding me," she mumbled under her breath, "You want to show up _in public_ as Ladybug and Chat Noir at a masquerade ball? Do you realize how many people are going to freak out. Contrary to how you feel Chat, I don't want to spend my night posing for cameras." she told him before giving him a tweak on the nose.

"I don't like doing it all the time." Chat Noir pouted and rubbed his nose. He shook off his irritation and continued. "I'm not saying that we transform and go as _the_ Ladybug and Chat Noir but maybe just _a_ Ladybug and Chat Noir."

"Not to ring our own bell but we're kinda the most popular costume in Paris at the moment. Every girl wants to dress up as Ladybug and every boy wants to strut around as Chat Noir. Half the costumes at that masquerade are going to be variations of us. How would we recognize each other in a sea of that many costumes?"

Chat Noir opened his mouth and raised his finger into the air as though he had a really quick solution to the problem he'd proposed. However, he quickly dropped it and scrunched his face up in obvious perplexion. Ladybug sighed in exasperation and shook her head. Her partner was ridiculous sometimes. "I got it!" he yelled so loud that it nearly scared Ladybug off the side of the roof, not to mention all the pigeons roosting in the eaves. "I'll go as you and you can come as me!"

Ladybug shot him a skeptical look. "This had better not be your excuse to throw on a red and black spotted leotard."

"Ha ha ha." he said as he rolled his eyes, "Very funny Ladybug. Believe me when I say this but I have infinitely more style than that."

"Ya sure about that Mr. Leather and belt for tail?"

"You are so cruel sometimes. You know that?"

"And yet here you stand…"

Chat Noir snickered to himself and shrugged. Ladybug ignored him and went back to overlooking Paris. "So, um, what do you think?" Chat Noir said as the nervousness crept back into his voice.

"About what?"

"About the masquerade ball. You never said one way or another if you wanted to go and even after all that talking… Well, I just didn't want to assume."

Ladybug ducked her head to hide the little smile that flickered across her face. No reason to give Chat Noir any more reason to be flustered. She really did like him as a friend. They worked well as partners and some nights the only thing she looked forward to was hanging out with him. However, going to any sort of dance was bound to exacerbate his less than platonic feelings for her and that didn't seem very fair to him. He worked hard to keep his crush under wraps to make sure she didn't feel uncomfortable and she reciprocated by doing her best not to send mixed signals.

Then again, Chat Noir seemed to be working just as hard to convey to her that he only wanted to go as friends. Two pals hanging out, which friends did. On top of that Ladybug _did_ have two tickets to the masquerade that she hadn't been planning on using after Adrien had told Chloe that he already had a date with someone. Why not use them with Chat Noir? "It could be fun." Tikki's normally dormant voice rippled through her head with a distinct note of wistfulness in it.

"Just as friends right?" she said for clarification.

Chat Noir nodded so enthusiastically that she was afraid his head was going to pop off his neck. "Just friends, I promise!" he told her.

"Alright, we can go together but… uh, don't buy a ticket. I've got an extra one that you can use."

"Wait! Really!" Chat Noir froze in shock. Poor guy probably hadn't honestly expected her to say yes. Or that she already had tickets. Ladybug just hoped that he didn't ask why she had two tickets already. She didn't want to have a conversation about Adrien tonight with Chat Noir. Thankfully, he didn't comment. " _Magnifique_! It will be fun, I promise."

"I'm sure it will be Chat." Ladybug laughed as Chat Noir practically bounced from his excitement. "I'll meet you at eight that night, in front of the museum. We can go in together then."

"Sounds like a plan my Lady!"


	2. Chapter 2

**A/N:** Last part!

* * *

"I did it! I did it!" sang Adrien as he poked Nino in the chest with both hands. "You didn't think I could do it but I did it! I'm going to the masquerade with Ladybug!"

"I never said that you couldn't do it." Nino told him exasperatedly.

"You totally doubted me." Adrien continued in a singsong voice despite the fact that Nino looked like he was moments away from smacking him.

"Will you _quit_ poking me!" snapped Nino. He stepped out of Adrien's reach. "How does anyone look at you and think you're cool?"

"I don't know honestly." Plagg replied, "He's just a giant homeschooled nerd."

Adrien rolled his eyes but wasn't able to keep the smile off his face. "You two are real killjoys. You know that right. Anyways, I need your help. I've got come up with a masquerade worthy Ladybug costume by the end of the week."

"Ladybug..." Nino repeated. He shot Adrien a raised eyebrow. "You're serious?"

"Believe me, he is." sighed Plagg.

"What!" Adrien threw his hands in the air. "It's a good idea!"

"Keep telling yourself that Adrien." Plagg snickered.

Nino at least looked like he was starting to take Adrien's idea seriously. He tapped his finger on his chin thoughtfully as he sat down on his bed. "You could ask Marinette Cheng to help you. She's really into design and sewing. She could probably help you pull a decent Ladybug costume together fairly quickly. Her friend Alya runs the Ladyblog too so she'd have lots of references. Then again with as much staring at Ladybug you do I doubt you need any help with remembering what her costume looks like."

A little lopsided smirk tugged across Nino's lips. Adrien felt every blood vessel he had rush to his face and neck. Nino doubled over laughing at his expense. Plagg joined in pretty quickly. "Sh... shut up!" whined Adrien as glared at Nino.

They didn't of course so the only thing Adrien could do was try and continue. He quickly thought about Nino's serious suggestion of asking Marinette for help. He dismissed it just as quickly. It wouldn't be fair to her to ask her on such short notice. Adrien shook his head and began to pace the short length of Nino's room. "No I think I can pull something together myself. I'll just need your help tracking down a few items."

"Like a mask and a wig?" offered Nino. Apparently he was done trying to kill Adrien with embarrassment.

"Um, why a wig?" asked Adrien.

"Well you won't have Plagg's magic to disguise you so you need a little bit more than a mask to help conceal your identity." Nino said.

Plagg nodded as he came to sit on Nino's shoulder. "He's right. I don't think anyone will recognize you two as the real Chat Noir and Ladybug but you can't be too careful."

Adrien nodded slowly. Ideas were churning in his brain. He was the son of a famous fashion designer and though he didn't have the same eye for fashion as his father, Adrien hadn't been lying when he'd told Ladybug that he had style. He grabbed a pencil and a piece of paper off of Nino's desk and started sketching out the ideas that were bouncing around in his head. He'd have to convince one of his dad's associates to help him make the costume he had in mind but there were one or two that owed him a favor.

"So are you gonna try and put the moves on Ladybug on this date of your's?" Nino asked.

Adrien jumped in surprise. "Huh?"

"Very eloquent Adrien." sighed Plagg. "Absolutely hopeless."

"Are you going to try and sneak a kiss from Ladybug at the masquerade? It might be the perfect time." Nino repeated.

Adrien felt something claw it's way into his stomach. He'd been shoving it down ever since Ladybug had told him not to buy a ticket to the masquerade. "First of all, it's not a date. Just two friends hanging out."

"Only one of these people happens to be head over heels for the other." Nino reminded him.

"Yeah, and the other was probably likes another person." sighed Adrien.

"What do you mean?" asked Nino.

"I was wondering when you were going to deal with this properly." Plagg said as he rose into the air.

Adrien let out a groan and collapsed backwards on to the foot of Nino's bed with his arms splayed wide. He blew a wayward strand of hair out of his face before speaking. "Ladybug told me not to buy a ticket because she had a spare. As in she had two but didn't need both of them."

"Okay and your point?" Nino asked as he waved his hand through the air dismissively.

"I like to think of myself as a pretty intuitive guy so tell me why Ladybug would have two tickets to a fancy costume party. It definitely wasn't a buy one get one free thing. Those suckers are expensive. I know, I _looked_."

Nino immediately caught on to what he was saying. "You think she wanted to go with someone else but couldn't."

"Why else would she have two tickets?"

Plagg landed on his chest. Adrien had to crane his neck into an awkward position to see him. "She could've been thinking about going with another friend." Plagg suggested.

"He has a point man," agreed Nino.

"Then why isn't she going with _that_ friend?"

"Could've said no."

"Or just been unable to go."

"I'm telling you guys…" Adrien moaned, "She sounded almost embarrassed and disappointed when she told me she had a ticket I could use. I'd bet anything that there's someone else she has a crush on."

"Adrien, buddy, I think you're overthinking the entire situation. Just focus on having a good time, like you want, and don't freak yourself out over whether or not Ladybug is into someone else."

"Yeah, worry about that _brilliant_ costume of yours instead." Plagg added in with a distinct note of sarcasm. Adrien wasn't paying attention. He closed his eyes. Whoever it was that Ladybug had a crush on, Adrien hoped that person realized just how lucky they were.

X X X

"So, you're going to the masquerade with Chat Noir?" Alya questioned her for the umpteenth time. With each time she asked, her skepticism became more and more pronounced. Marinette waited for the unavoidable second part to the question. Alya didn't disappoint. "As friends?"

"Yes, Alya. Just as friends." sighed Marinette as she shouldered her bag to unlock the door to her apartment.

"It'll be fun!" Tikki said cheerfully as she poked her head out from behind Alya's hair.

Alya twisted her neck in an odd way to look at Tikki. She shot her a look and shook her head in exasperation. "Alya, please stop judging my decisions at the moment and help me get this stuff upstairs." Marinette's voice bordered on begging.

Alya finally let it go and helped Marinette carry all the bags of fabric and embellishments up the stairs to her room. It hadn't taken very long for Marinette to come up with a Chat Noir costume. In fact after telling him she would go to the masquerade with him, Marinette had come home and powered through the design process that very night in a fit of inspiration. She'd laughed at his suggestion as going as one another but Marinette had to give the cat his credit. It gave her the perfect chance to put some "Marinette flair" into his costume. She'd already prepped her patterns and was ready to cut and sew once she had the fabric.

Alya flopped down on the chaise bed that was in Marinette's room as Marinette started to lay out her fabric. Tikki dutifully helped her by making sure all of the wrinkles were smoothed out and the pattern pieces were on straight. "Have you ever thought about it?" Alya asked as she propped her chin up on her hand.

Marinette took the pin out of her mouth in order to answer her. "Thought about what?"

"Y'know," Alya wiggled her eyebrows up and down suggestively, "about you and Chat Noir?"

"What? No! Alya, no. Just no!" The color bled right out of Marinette's face. "I like Adrien, remember?"

"How could I forget mon chѐre? You keep his schedule on a pull down chart." Alya rolled her eyes. "All I'm saying is that Chat Noir is pretty easy on the eyes. Very easy… "

"Would you like me to introduce you two? Might get him off my back." teased Marinette.

Alya snickered, "He's not my type."

"And he's not mine either." Marinette said. She turned back to her fabric and pattern pieces and picked up her scissors. Very carefully Marinette began to cut out the pieces to her costume.

"I think going to the masquerade will be fun. Even if it won't be with Adrien." Tikki offered helpfully as she pulled back the scraps of black fabric from the pattern pieces.

Marinette nodded. "Might as well use the tickets that I bought with Chat Noir."

"Oh no, going to the masquerade will definitely be fun. I'm just worried that he'll forget that you're there as 'just friends' and it isn't 'a date.'" Alya told her, once more getting back to the root of her concern.

"You're going to the masquerade _Qīn_?" asked Sabine Dupain-Cheng as she came through the door with a tray full of drinks and snacks in her hands. There was a moment of panic that went through Marinette's mind. She gave Tikki a look out of the corner of her eye. Thankfully, Tikki was already dodging out of sight and under a hat.

"Mama!" Marinette exclaimed, "I thought you were down in the bakery?"

Sabine laughed as she sat the tray down on a desk far enough away from Marinette's workspace. Alya was quick to jump off the chaise chair and make her way to the free food. Then again, Marinette was just as fast. There was a reason to move quick when her mom brought her dad's cookies up from the bakery. Marinette would just have to make sure they saved some for Tikki. Sabine gave Marinette and Alya a smile. "I saw you two come upstairs when you got back from the store so I thought I'd pop up to you girls with some snacks."

"Thanks Mrs. Cheng." Alya said happily as she grabbed some iced tea off the tray.

"It's no problem Alya." Sabine said kindly. She turned her attention to Marinette. "I thought you weren't going to go anymore because that boy… Adrien, right? Because Adrien was already going with another person."

"He is," Marinette frowned. The cookie crumbs kind of got stuck in her throat because it was so dry. She reached for the other glass of iced tea that was on the tray.

"So someone else asked you then? Another boy? A cute one?" Sabine said sweetly.

The iced tea went down the wrong side of her throat. Marinette coughed and sputtered as the drink burned all the way to her nose. She clapped her hand over nose and mouth as if that were enough to stop the burning. "I thought as much." Sabine commented.

Marinette managed to get her eyes to stop watering long enough to see the knowing wink her mother shot Alya. Alya blinked and looked at Marinette for direction on what to say and do. Marinette was a little preoccupied though. She was busy trying not to blush so hard. "It isn't like that mama." Marinette said quickly. "He's just a friend."

"Oh? Do I know him?" Sabine asked.

"Ah, no. I don't think you do. He doesn't go to my school." Marinette answered. Maybe it was because her throat was still burning but she somehow managed to keep herself from laughing nervously.

Sabine furrowed her eyebrows together and pursed her lips. "I'm not so sure I like the idea of you going with a boy I don't know. What's his name?"

"Uhh…" Marinette stammered. A cold sweat was threatening to break out on her forehead and hands.

"Félix!" Alya said quickly in voice that was ten times more believable than Marinette would've been able to pull off. "Félix Malheur. He's in my journalism club at the rec center. Super nice and absolutely sweet."

"Oh, I see but Marinette I think your papa and I would like you home by midnight since we don't know him. Alright?"

"Of course mama." mumbled Marinette as she scratched her head.

"What about this costume of yours?" Sabine asked as she got up and wandered over to Marinette's workspace. Tikki had poked her head out from underneath the hat. Marinette waved at her to tell her to take cover. Tikki ducked back into her hiding place as Sabine started to look over the cut black fabric. She looked over at the pile of designs that were sitting beside the fabric curiously. "What exactly are you going as?"

Marinette scratched the back of her neck and grinned weakly. "Chat Noir." she admitted sheepishly. "Silly I know but…"

"That is a wonderful idea!" Sabine told her with genuine excitement in her voice. She turned, clapping her hands together, and gave Marinette an up and down look. "Are you going to find a blonde wig and cat ears for the night?"

"I was going to make a mask with cat ears." Marinette said.

Alya gasped in delight, "A blonde wig! Mrs. Cheng that's genius! Oh Marinette that would be perfect!"

Marinette opened her mouth to protest. She didn't want to give Chat Noir any fuel for his ego. Marinette could see him having too many things to say about her wanting to copy him down to the _last_ detail. Then a second thought crossed her mind. Ladybug had black hair, not blonde. Marinette didn't think anyone would recognize her as Ladybug aside from Chat Noir but it might be a good idea to do something a little extra to keep her identity safe. Plus it would keep that sneaky cat from trying to guess her alter ego. Marinette looked over at Alya. That must have been the thought that she was going for because there was big grin on her face.

"I like the idea mama. I'll add it to my list of things to get before the masquerade. Thank you." Marinette told her mother before kissing her on the cheek.

"It's my pleasure. I'll leave you girls to it. I have to get back down to the bakery now."

"Thank you Mrs. Cheng!"

"See you later mama."

The door closed with a click. Marinette listened to her mother's footsteps get quieter and quieter. "You can come out now Tikki." Marinette called.

"Did you save me a cookie?" Tikki asked.

Alya held one up, "Yep! Come and get it."

"Yay!" cried Tikki as she zoomed across the room for the cookie in Alya's hand. Marinette turned to her friend. She shot her a critical raised eyebrow.

"Félix Malheur?" she questioned with a snort.

"What?" shrugged Alya, "Félix… feline? It works right?"

"You literally gave Chat an alias that literally means good luck, bad luck."

Alya giggled a little. "A happy coincidence."

Marinette rolled her eyes, "I'm sure but thanks for covering for me."

X X X

Marinette peeked around the corner of the building. People were making their way into the museum slowly. There was even a valet for parking and a red carpet for the guests arriving. Marinette pulled back behind the corner and fixed the black Venetian style cat mask over her eyes. It was a pretty thing that she'd spent most of her afternoon putting the finishing touches of lace and rhinestones on. "You look so pretty!" Tikki breathed as she floated next to her.

"Thanks Tikki," blushed Marinette. She smoothed down the folds and wrinkles in her black chiffon dress. Not that there were really any. The skirt hung gently around her waist and flowed delicately with each movement she made. At her waist was shimmering black satin bow that trailed down the length of the dress. The sweetheart neckline bodice was annoyingly bare simply because she hadn't given herself enough time for embellishments but Marinette had made up for it on the capped lace sleeves that were on her shoulders. Her mother had been more enthusiastic about the blonde wig than she'd realized and had managed to procure one and style it in simple bun for her. Alya had found her black velvet choker with a gold bell in the middle because "everyone knew that Chat Noir had a bell."

"Alright, into the bag you go Tikki. Don't want Chat to see you." Marinette told her as she held open the small clutch bag she brought with her. Tikki dropped into it and handed her the tickets before settling in for a night of observing human culture.

Marinette brushed a stray strand of blonde from her face and left the darkness of the building's shadow. As she walked to the cross walk, she looked about for Chat Noir. It was close enough to eight and he was, surprisingly, pretty punctual whenever he promised to meet her somewhere. Irritation started to niggle its way through her mind though when she didn't see hide or hair of any boy that could possibly be him. "Wow! You really went all out didn't you my lady?" said a black haired boy that fell into step beside her as the light to cross changed.

"Chat!" Marinette exclaimed as she jumped sideways. She couldn't keep the wide eyed look off her face.

Chat Noir bent over in a formal bow. "Who else? Blonde hair? I'm guessing a wig because you were so dedicated to the costume. I could've swore that you weren't sold on the idea."

"You're one to talk." Marinette told him as she looked him up and down. Thankfully, he wasn't wearing a red and black spotted leotard. He was, however, wearing a black wig with red tipped ends that was styled to fall wildly around the sides of his face. The mask on his face looked remarkably similar to her own Ladybug mask but that's not where the red and black spots stopped. He was wearing a charcoal gray dress shirt underneath a red and black spotted waistcoat. Marinette would guess silk judging by the way the material hung to the hard lines of his torso. Over top his black, pressed dress slacks was a red and black ladybug pocket watch on a gold chain. About the only thing that hadn't change and actually distinguished him as Chat Noir was the broad grin on his face.

"I told you I had infinitely more style but it looks like I can't even come close to yours. You look great."

Marinette laughed, "You don't look so bad yourself kitty… or should I call you Ladybug tonight? Ladbug? Bug Boy? I'm not sure. Ladybug doesn't really work very well for a gender swap does it?"

"Eh," he shrugged, "Not really but that's alright. Shall we go?"

Chat Noir offered his bent arm to her. Marinette wrapped her own arm through his, making sure that she kept a non-intimate, platonic, "totally not a date" distance between them. If Chat Noir noticed her hesitation he was gentleman enough not to say anything about it. At the door Marinette handed over the two tickets and the pair of them wandered into the lobby of the museum. "Oh wow!" murmured Marinette.

She couldn't help it but she stopped dead in her tracks. The lobby was washed in gold and red. The crystal chandeliers threw rainbow light all over the walls and the skylights displayed the stars in the night sky. People in all sorts of costumes, from formal to silly, mingled on the floor. The light chatter rose above her with none of the conversations discernable to her ears. A string quartet was playing music at the base of a wooden dance floor but there was a DJ booth set up to take over at some point in the night. There were already couples on the floor dancing to the music. "It's pretty isn't it?" Chat Noir said softly, just as taken by their surroundings.

"It's like a fairy tale." Marinette agreed. A camera flashed over in the corner and Chat Noir looked over at it.

"Let's go get our picture taken!" he suggested, turning to her with a wide smile.

Marinette shot him a look. "Are you crazy?"

Chat Noir huffed an overdramatic sigh, "My friend told me 'pics or it didn't happen.'"

It took every ounce of her being not to smack herself in the face with her palm. Doing so would've knocked her mask off. "Listen Chat," she whispered, "I'm not going to get on you about telling someone you were coming to the masquerade with me because that would be hypocritical of me. I am _not_ , though, going to let someone take a photo of us just so you can show it off to your buddy. What if he recognizes me?"

"He won't. I promise. No one will even recognize us. Our costumes are too good. Look!" he told her before turning to someone in a stylized peacock costume and saying, "Love the costume mon ami!"

The person looked at him startled but laughed and replied, "Thank you. Not many guys dressed up as Ladybug tonight. Most of them wanted to be Chat Noir."

Marinette gaped as Chat Noir shrugged, "What can I say, even my friend here wanted to be Chat Noir. Luckily I'm alright being the unique one in a Ladybug outfit."

The person laughed and turned away. Marinette glared at him and drove her elbow into his side. "What was that about?" she demanded.

"See? No one realizes it us. That guy just looked straight at us and saw two party goers. Not the heroes of Paris."

"You really want this picture don't you?" sighed Marinette. Chat Noir smiled sheepishly and held up a finger.

"Just one little photo. That's it. I promise not to make it weird and I'll pay for your copy."

"Alright fine." Marinette shook her head and Chat Noir let out a very loud whoop. She would've drawn back in shock but he'd already grabbed her hand. Marinette struggled to keep up with him as he dragged her over to the photographer.

"Aw, how sweet. Young love." cooed the photographer as they settled in front of the backdrop.

"N...no!" Marinette stuttered as she started to wave her hands in denial.

"Nah, just two friends hanging out for the evening." winked Chat Noir as he pulled Marinette close to him. He held out a two fingered peace sign to the camera, stuck out his tongue, and winked. Marinette was laughing when the light went off which she was sure resulted in a puffed cheek, lip biting expression. The photographer looked at them as if they'd grown two extra heads. It didn't last long though.

"Can I, uh, have a name and an address to send the purchase information too?" asked the photographer. Chat Noir gave her a wink and a pat on the shoulder before sauntering over. He beckoned the photographer down to whisper in her ear. Something he said must have shocked her because her jaw hit the ground. Chat Noir pulled away from her.

"You understand right?" he asked her.

"Yes, of course sir. It won't be an issue." the photographer assured him quickly. Marinette didn't miss the note of awe in her voice.

"What did you tell her?" Marinette questioned as Chat Noir lead her away from the still staring photographer.

"Where to send the photos. Had to give her some special instructions but…"

Marinette jerked to a stop. "You didn't tell her who we were did you?" she whispered in horror.

"Have a little more faith in me my lady. Your secrets are more than safe with me." Chat Noir teased as he leaned in close to whisper in her ear.

"Chat…" Marinette shifted uncomfortably. Of course he meant nothing by it still unnerved her.

He drew back quickly, holding his hands up. The look on his face was pained. "Sorry. I'm sorry. I made it weird."

"It's fine." Marinette sighed, "Let's just not make it a recurring thing tonight okay?"

"Yeah, totally. Um… how about we get some punch? That's not awkward right."

Marinette stifled a giggle. "No. Punch is normal. Haven't you ever been to one of these kind of parties before?"

"Not unsupervised." Chat informed her as he winked.

"Great." sighed Marinette as she shook her head. "I guess that makes me your babysitter then."

"Aren't you always?"

"Get me some punch you nitwit."

"Right punch!" Chat Noir laughed nervously. He scurried off towards the buffet table and Marinette hurried after him. She definitely didn't want him to make a fool of himself or attract attention to them. He might not have any clue who she was but there were other people that Marinette might know in attendance. Adrien for example.

Her heart stopped beating. Marinette quickly threw a glance around the museum in search of a blonde haired guy. Adrien was supposed to be here tonight. What if Adrien saw her and recognized her? Her throat started to constrict as she thought about what would happen if he saw her and called out to her while she was with Chat Noir. That would be a disaster and her secret identity promise with Chat Noir would be up in flames. Sure, Marinette supposed she could ignore Adrien if he called out to her by name but she didn't think she was physically capable of doing that. It seemed like a sure fire way to ruin any chance with him. Then something worse flitted through her brain.

What if Marinette saw Adrien with his date? She didn't think she could handle that!

Marinette pulled her eyes away from the crowd. It was better not to look for that sort of scene right? Then again, there were other things that she didn't necessarily want to see either such as Chat Noir shoving a handful of cheese cubes into the inside pocket of his waistcoat. Marinette stared at him. "Taking some for the road?" she commented dryly.

A bright red blush spread across Chat Noir's face to go with the mask he was wearing. He waved his hands through the air as he tried to find the right words. "I, uh, how do I explain this… um…"

Marinette felt her clutch tap lightly against her hip and a realization dawned on her. Tikki was in her bag. Chat Noir's kwami must have been with him too. It made sense. Marinette winked at him before reaching over and grabbing a couple of cheese cubes off the table to and inserting them into her bag. She pressed her fingers to her lips and winked to tell Chat Noir that she understood. He visibly relaxed. "My friend can be a real pain sometimes." he admitted as he scratched the back of his neck.

"Aren't all friends like that?" Marinette told him. He offered her a glass of punch in a long stemmed glass flute. "It's so fancy!"

"I know. It's kinda funny. Kinda cool though." he agreed.

"Very. I've never done anything like this before."

"It's much more fun with a friend believe me. My father's taken me to a couple of these things before but it's always _so_ boring. He kind of just expects me to stand quietly by his side and be the perfect accessory."

Marinette frowned, "That sounds really depressing. That and I can't exactly see you as quiet in any sense of the word."

"I can be when the time calls for it. I absolutely hate it though. There's too much silence in my house."

Marinette squeezed his forearm gently. Chat Noir looked as though his mind had stopped working as he stared down at her hand. She smiled at him, "Loud and brash is alright by me. I'm just glad you feel like you can be yourself around me… even if you are a complete dork."

"I am _not_ a complete dork!" Chat Noir whined. "I do know some cool stuff too. I fence you know and dance!"

"Gangam style and moonwalking doesn't count as cool dancing Chat." she smirked.

"Okay first of all, I have no idea what you're talking about because both take an incredibly amount of skill and coordination."

"Sure whatever you say." Marinette snickered. Chat Noir ignored her.

"And second of all, I am an excellent dancer. At least so I've been told." he bragged as he motioned to the dance floor.

Marinette snorted, "You're going to have to prove that to me Chat. I think you're full of hot air."

"Challenge accepted!" Chat Noir told her with a very cat like grin. He held his hand out to her. "May I have the honor my lady because I'm about to prove to you that I'm a very capable dancer."

"There's that overconfidence of yours." Marinette teased him as she sat her glass down and took his hand.

"It isn't overconfidence if I can back my claims up." he told her as he lead her straight to the edge of wooden dance floor.

The string quartet had taken a break at some point while they'd been standing and chatting at the buffet table and the DJ had taken over. Some loud American pop song was pumping through the speakers. For one really horrible second, Marinette remembered just how clumsy Chat Noir could be. Then she remembered just how clumsy _she_ could be. That was enough to make her turn tail and flee the dance floor. Chat Noir had a firm grip on her hands though as he threaded his fingers through hers.

The first few moves he made, she ruined for him by stepping in the wrong place. Chat Noir definitely had to notice but said absolutely nothing as he repeated the same steps over again. The first song wasn't even over before he had her bobbing back and forth in time to the beat of the song with a few helpful hints. By the second upbeat pop song, Chat Noir was grinning from ear to ear and incorporating a few simpler spins and turns. It was only working in tandem with Chat Noir to fight akumas that let Marinette have even a smallest inkling of what move he was guiding her into next. Even then she still managed to make mistakes and it was only his ability that kept her from completely throwing the two of them off at times. He always laughed it off in a way that made her laugh too.

"Alright, I take it back. You know what you're doing on the dance floor." laughed Marinette as upbeat song number three neared the last few bars.

Chat Noir winked at her, "Told you so. You aren't half bad yourself."

"Thanks," Marinette told him.

The tempo changed dramatically. A slow and wistful love song poured through the speakers and suddenly several more dancers flooded the dance floor. Marinette and Chat Noir were pushed further towards the center. It also occurred to her that it was very possible that if Adrien and his date hadn't been on the floor now, they probably were now. She looked around nervously. "Hey…" Chat Noir's voice cut through her mounting worry. Marinette turned to look at him. He was chewing on his lip nervously. Chat Noir pointed his thumb over his shoulder. "If you want we don't have to dance a slow one."

Marinette shook her head, "No, no it's fine. Just nothing fancy alright?"

"Okay," he mumbled. Another blush was starting to creep on to his face. He stepped in close to her and hesitantly wrapped his hand around her waist. The poor guy also had a hard time looking her in the eye. Marinette pressed her lips together as she draped her arm over his shoulder and tried not to think to hard about where Adrien might be. It didn't work very well.

She and Chat Noir swayed back and forth gently as the singer sang about heroes and good men. As she followed his lead in their small, tight circle Marinette kept glancing around. Couples were spinning closer and closer to them. Again the pictures of seeing Adrien dancing with his date was making her legs shake. "Who are you looking for?" Chat Noir asked quietly as his fingers fluttered against her hand.

"Huh," Marinette snapped her attention back to Chat Noir abruptly.

"You keep looking around." Chat Noir told her. There was something in his voice, an emotion she couldn't quite place. The tension in his arms and shoulders was palpable. Marinette could feel how tight his muscles were. It was as though he were physically holding himself in check. Or her at bay. "Are they... are they here?" he asked her haltingly.

"Who?" Marinette looked at him in confusion.

Chat Noir cleared his throat to buy himself some time to find the words. "You, um, bought two tickets to this thing right? You were planning on asking someone else, someone you really like, but they told you no."

Marinette drew back in shock. Chat Noir's fingers trailed on her side as he let her get the space she needed. However, he still held on to her other hand. "How did you know that?" she demanded.

"I guessed." he explained lamely. Disappointment and hurt. That's what Marinette heard in his voice. He was upset. Once more Chat Noir couldn't meet her eyes. He scratched the back of his neck and shuffled his feet.

"I don't want to talk about him." she muttered. Chat Noir nodded stiffly.

The song played on, almost mournful now as the singer pined after a love that she waited so long for but didn't seem to be there. People were giving them strange looks because they were just standing in the middle of the dance floor. Marinette shifted awkwardly. "Um, do you want to get off the dance floor or..."

"No, let's just finish the dance." Marinette answered half-heartedly.

She stepped back towards Chat Noir and placed her hand on his shoulder again. He made a point of keeping her at a farther distance than when they'd first started. His entire body seemed like it was still just as tightly coiled, like a spring. "For what it's worth, I know you don't like me the same way I like you and I'm okay with that." Chat Noir said, his voice just above a whisper, "I'm glad to be just your friend. And… I know it's your life and you're going to do whatever it is you want to do but I will be whatever you need me to be. Friend, confidant, partner, whatever. I'm here and that's all I'll ever want."

A soft smile tugged on her lips. How long had he been working up the courage to tell her that she wondered. "I know and thank you." Marinette replied. "You're one of the few people I trust fully."

Chat Noir finally managed to look her in the eyes again instead of at his feet. It was almost strange, she decided, to see his bright green eyes with normal human pupils rather than cat ones. The mask he was wearing made them look so much bigger than usual. Chat Noir gave her a weak smile and laughed a little under his breath. "Yeah, me too. Friends forever?" he asked her hopefully.

Marinette pushed herself closer to him and hugged him. "Definitely!" she promised.

Chat Noir's response was to promptly spin her in a wider circle and nearly take out another dancing couple. "Excellent because I think you're the only friend I have that I can slow dance with not get weird looks directed at me." he joked.

Marinette laughed and just like that the tension that was in Chat Noir's body disappeared. The awkwardness that had fallen melted away and the song ended on a light and hopeful note.

X X X

Chat Noir's waistcoat was definitely silk. Marinette felt the soft material on her cheek as she brushed against it to stifle a yawn. He was leading her on his arm to the corner of the street. "You didn't have to walk me out." she told him as she did her best not to sound so tired.

He gave as good a shrug and grinned, "It's not a big deal. Besides, you're dead on your feet Cinderella."

"Why did I ever tell you I had a curfew?" muttered Marinette.

"Don't know. Could've saved you a lot of headache had you not told me." he snickered. Chat Noir raised his hand into the air at the end of the sidewalk. A waiting taxi cab pulled up to them. Chat Noir disengaged himself from Marinette's arm to open up the door for her. Whoever had raised him had done really well. He was a perfect gentleman. "For you my lady." he said as he gave a little bow.

"Thanks." she replied as she got in. Chat Noir bent down and looked into the cab at the driver.

"Where ever she wants to go." he told the driver as he handed over a couple of folded bills. He turned to look at her again. "Thanks for coming with me tonight."

"It was a lot of fun. Best 'not a date' ever."

Chat Noir's face lit up. "Really?"

Marinette rolled her eyes. "Good night."

"You too. See you soon I'm sure." he answered before shutting the door to the cab.

The driver pulled away from the sidewalk curb and Marinette told him her address. She plucked the mask strings from her face and pulled it away before taking off the wig. Marinette sneaked a peak into her clutch at Tikki. The cheese she'd put in there earlier was gone and Tikki was fast asleep inside. She snapped the clutch closed again and leaned her head back against the headrest. "Not a bad night at all."

* * *

 **Thank you to everyone who reviewed, followed, and favorited!**

 **paradisepine:** I'm glad you enjoyed it! I'm just happy that everyone has enjoyed it so much.

 **CriXar Gem:** I thought it would be fun too! There's just something about a ball/costume party type set up that I love!

 **Meiousei Dark:** One magical dance as requested!

 **serima:** There are so many character relationships/dynamics that I love in this show. I believe Adrien is a giant nerd when he's alone with Nino while Nino and Plagg just kind of shake their head in unison at Adrien's antics. Tikki and Alya are a horrible combination for Marinette because they just kind of egg each other on.

 **Sesshomarusama3:** Don't cry! This isn't a sad story! It's a fluffy story lol! I'm glad you like it.

 **Morning Grace:** One update as requested! I'm happy that you enjoyed it!


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